Transforming Thought
by darkforest214
Summary: Another full moon, a difficult decision, the normal question and a suprise answer. It's the Marauders at their best!
1. Chapter 1

**Title: **Transforming Thoughts  
**Author Name: **DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I started this as a short One-shot...several pages later and I decided I'll turn this bad boy into a chaptered fic.

* * *

Transforming Thoughts

Chapter One

"You pompous, arrogant, son of a—"

"Lily!" Remus cautioned. But his cautious tone backfired when the feisty red head rounded on him.

"And you let them get away with it! You didn't even try to stop them," she accused, her voice rather loud.

"You know perfectly well that's not true," said Remus, keeping his voice calm and level.

"Yeah, Lils he tried to talk us out of it," James said seriously.

"Before he gave us a brilliant idea to—"

"I don't want to hear it!" snapped Lily, interrupting Sirius. Remus gave his friends a warning glance which they ignored as they continued to irritate Lily.

"It's not like we caused permanent damage to him," said Sirius while trying to look innocent.

"You're not going to sweet talk your way out of this one, Sirius Black. What you did could have been extremely harmful," said Lily, glaring at anyone that dared look her way.

"But it wasn't," James said simply.

"You've got to admit it was pretty funny," said Sirius, his smile growing wider every second.

"Did you see his face?" James asked, forgetting to play innocent around his 'true love' Lily Evans.

"Lils, you need to calm down," Remus said quietly as he gently placed a hand on her arm.

"No!" she said, throwing his hand off her. "These two have crossed the line one too many times already. They need to learn that there are consequences to their actions. I'm seeing the Headmaster about this."

As a fifth year and a prefect, Lily took the rules very seriously, unlike Remus who usually gave up while trying to instill some discipline amongst his friends. Remus let out a sigh as Lily stormed out of the common room. When the portrait door was firmly closed behind her he turned on his friends.

"James, what were you thinking?" You know Lily hates it when you—"

"I don't care if she doesn't like it, as long as we can get a few laughs—"

"Is that all you care about?" said Remus, glaring at him. "Is 'getting a few laughs' really worth it? I thought you _liked_ Lily." The only reason he was so upset was because just moments before James and Sirius's little prank Remus had been telling Lily how great of a friend James was.

"I do. That's why I always do and say stupid things around her. I can't help it…she makes me lose my mind," said James.

"Sorry mate, you lost your mind a long time ago," laughed Sirius. "Might I suggest you look for one next time we go to Hogsmeade?"

"Bugger off, Padfoot," James snapped. "I don't care if Lils takes this to Dumbledore. We've talked our way out of these kinds of situations _dozens_ of times," he said with a shrug.

"I don't know, you need to start being more careful," said Remus. "It's one thing for everyone to _know _you've done something, but there isn't any evidence towards you. It's another to be caught in the act." He looked around the room to make sure it was empty and safe for him to continue. "What if somebody stumbled across you two when you were mid-change? Just because you can finally successfully transform doesn't mean you have to go around abusing that ability."

"We don't," said James.

"We always check the map first," said Sirius.

"But you don't always _think_ before doing whatever it is you two loons decide to do," snapped Remus.

"Moony what's wrong?" asked James, eying his friend warily.

"Are you feeling all right?" asked Sirius. "I can go get Madame Pomfrey if you want—"

"No!" growled Remus. "I'm fine. I'm just sick of you guys risking you necks for a little bit of fun!" He regretted it the moment he said it when he saw the hurt look on James' face

"Fine. You want us to stop risking our necks? Then you can suffer through the next full moon alone," James snapped before he stormed off to the boys' dormitory.

"Fine by me, at least I won't have to worry about biting you!"

Sirius watched James storm off then looked to Remus. "He does have a point, you know," said Sirius quietly. Remus didn't say anything, he just looked down at his hands. "You didn't have to yell at him like that either…" he added.

"Don't you think that I already regret saying it?" said Remus stiffly.

Seeing that his friend had sunk into one of his odd moods that usually happened the week before the full moon, he recognized that he needed to talk. "Remus, what's wrong?" Sirius asked as he moved to sit in the chair across from his friend.

"Nothing, just…just go shove a dung bomb down Snape's trousers or something," said Remus, all the while avoiding eye contact.

"No, Remus, you have my attention and I suggest you use it."

Remus looked up and saw the uncharacteristic, serious look on his friend's normally smirking and mischievous face. "I don't know, it's just…hard…"

"Try, Moony. Just try," said Sirius.

"Okay, but you have to promise not to laugh…" said Remus.

"I promise," said Sirius with out blinking or breaking eye contact.

Remus hesitated then spoke, "I'm worried…I'm scared…I-I'm confused," Remus said haltingly. Sirius didn't say anything but nodded, and urged him to continue. "I'm worried that one of these days I might bite one of you, or someone might stumble in on me mid-transformation and I might lose control. It's hard enough each month…I hate losing control of my own body…"

"Who's going to stumble in on you? Nobody but James, Peter and I know about you, well... except for the teachers of course," said Sirius supportively. "Even if you did bite one of us, we wouldn't care. We're your friends, remember?"

"That means a lot, thanks," Remus said sheepishly. "But it doesn't mean I won't dread the next full moon and the pain it brings…or the full moon after that, or the full—"

"I know what you mean," said Sirius, cutting him off. "We may never experience the same physical pain or mental torture as you do, but it kills us to see you suffer like that."

Remus managed to smile, "You sound so sensible and caring…What have you done to Sirius?" he joked.

Sirius laughed, "Yeah, I knew that would sound weird coming from me…" he sobered up, "but I do mean it. Why else would we risk our necks if we didn't care about you?"

"For shits and giggles?" Remus asked skeptically while trying not to laugh.

Sirius laughed "That too…"

The two sat there in a comfortable silence until Peter came down from the boy's dormitories looking for them.

"You two going to sit here all night, or are you coming up to bed?" he asked.

Remus looked to Sirius who nodded. It was understood that neither of them would ever mention this conversation again.

* * *

**A/N: **That's it for the first chapter, more coming when I get some reviews...As always; If you review me, chances are I'll R&R your stuff as well! 


	2. Chapter 2

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** Since I have one wonderful reviewer I decided to be nice and post the second chapter. It's a short one, but there are some longer ones to come... Enjoy!

* * *

Chapter Two

A week passed with very few (major) incidences. Lily had gone to Professor McGonagall, but James and Sirius had managed to talk their way out of punishment _again_.

It was the evening before a full moon and James had decided to go out for a late night snack. Upon his return to the common room he wasn't surprised to find Remus still awake and working on homework.

"Why don't you go to bed, Remus," James said quietly as he crossed the common room.

"Can't," said Remus distractedly. "It's due soon…"

"Why don't you finish it in the morning then?" James insisted as he sat in an over stuffed armchair across from his friend. "You're going to need some sleep for tomorrow night," he added quietly.

Remus paused and glanced wearily out the window. With a sigh he turned away from the nearly full moon and returned his attention to his History of Magic essay. "I'm almost done," he muttered. "I'll be up soon."

"Don't worry, Padfoot, Wormtail and I will be there for you," said James as he stood and squeezed his friend's shoulder supportively.

"I thought you were mad at me and weren't going to risk your neck for me anymore," Remus said quietly, looking up at his friend's face for some sort of reaction.

"Oh, I didn't mean it, you know that… I'm here for you, and don't you forget it!" James said with a reassuring smile. "Just don't stay up too late or we'll have to send Peter down to get you," he added.

"Let poor Peter sleep. He had a lot to eat at dinner and needs some time to digest otherwise he'll be rather sluggish tomorrow," said Remus, a hint of amusement in his voice.

"Isn't he always sluggish?" James teased.

"Goodnight Prongs…"

"Goodnight, Moony," James laughed as he climbed the stairs.

Returning his attention to his essay on werewolf persecution he reread his introductory paragraph:

_'The Werewolf Persecutions of 1608 devastated the werewolf population. Werewolves went into hiding to protect not only themselves, but those that hunted them. Many wizards found this suspicious and began to hunt them down with renewed vigor. Even to this day werewolves live in fear. Regulations on them make it hard for them to lead normal lives. Most werewolves can't even receive a decent education, which makes it even more difficult for them to find a job and keep it. Unfortunately, this leads to a lifetime of poverty and possibly resorting to thievery to survive. This lifestyle only adds to the general dislike and fear of their kind.'_

For some reason parts of the second to last sentence stayed in his mind. _'…resorting to thievery to survive…'_

"Not me," he said aloud with a sigh. He hoped that with his education at Hogwarts and top marks in all of his classes he would be able to make some sort of a living.  
He stared bleary eyed at his essay, giving up with a sigh he rolled it up, stored it in his bag and staggered wearily off to bed. As he lay half awake in his four poster bed he tried not to think about what he would be going through this time tomorrow…

* * *

**A/N: **The usual deal. You R&R me, I'll R&R you...So keep 'em comin'! 


	3. Chapter 3

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a suprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I started this as a short One-shot...several pages later and I decided I'll turn this bad boy into a chaptered fic.

* * *

Chapter Three

"C'mon Moony, you don't want to sleep through breakfast!" said Sirius, sticking his head through the curtains around Remus's bed.

"I don't care if I miss it," Remus mumbled as he rolled over on to his other side. "You on the other hand…"

"Nice try. Come on, get up!" Sirius insisted as he ripped open the curtains and flooded the bed with early morning sunlight.

"Sirius!" Remus mumbled while cursing him quietly.

"What was that Moony, I didn't quite catch it," Sirius smirked.

"I said, 'bugger off!'" Remus replied loudly.

"Just let him sleep, Padfoot," James said as he ran his hands through his permanent bed-head hair.

"We can eat without him," said Peter hungrily.

"I agree," Remus muttered as he buried his head under his pillow.

"Besides, he's got a rough night ahead of him," said James. "It's going to be a long night for all of us."

"Is it _that_ time of the month already?" said Sirius. "Sorry, mate," he said before backing away slowly. "We'll see you in Charms then…"

"No, wait, I'm awake now…" said Remus reluctantly, grabbing his pillow he considered transfiguring it into a brick before throwing it at Sirius's head but thought better of it and tossed it at him as is. "I'm coming, just let me get dressed."

Sirius caught the pillow and threw a smile in Remus's direction. "I knew he would," he then muttered to James. James just smiled and shook his head.

After Remus was dressed the four went down to the Great Hall together. Remus walked silently amongst his friends while they argued over who would win the next Quidditch match.

The argument continued as they entered the Great Hall and sat down to eat, "But Hufflepuff is doing great this year," said James. "Well, great for them… They nearly beat us last match!"

"Yeah, but Ravenclaw usually beats them," said Sirius.

"But did you see how close Hufflepuff came to beating Slytherin?" said James. "And they normally _never _come close! They would have won too if their keeper hadn't been knocked off his broom by that bludger…"

"Yes, but—"

"Just drop it you two," said Remus. "Why can't you just wait and see like everyone else next weekend?" He quickly looked around and lowered his voice. "So, what're we going to do about tonight?"

"Whatever you're feeling fit for…" James said quietly to Remus as he ran his hand through his hair.

"Oh stop that!" Sirius said as he biffed James upside his head. "Lily isn't anywhere near here…"

"Lily? Where?" said James as he looked wildly around the room. "Oh never mind…" he muttered when he couldn't find her.

Sirius and Remus laughed but Peter just asked them to pass the bacon. He was too concerned with filling his stomach to bother with plans for tonight.

After the four finished eating they started off toward their first class of the morning. But as they were leaving the Great Hall they bumped into a greasy haired Slytherin boy who had his nose buried in a Dark Arts book.

James sneered when he saw the book and was about to say something but Sirius beat him to it. "Why don't you watch where you're going, Snivelly," Sirius spat.

"No, why don't _you _watch where you're going," Severus Snape said through clenched teeth.

"Just run along and play with your potion set," said James sarcastically, all the while glaring at the book in Snape's hands.

"Come on guys, let's just go. We can't be late for charms again or Flitwick will give us a detention for _tonight_," said Remus, laying emphasis on the last word to remind his friends to behave themselves _this_ time, but neither James nor Sirius moved. "All right, let's go," he said forcefully as he grabbed the neck of Sirius's robes. "Peter, you grab James."

Peter timidly reached out and gingerly grabbed the sleeve of James, he was always nervous and worried when it came to confrontations.

Snape glared at the four one last time before continuing into the Great Hall. "He looked more greasy than usual this morning," Sirius said loud enough for Snape and several other students to hear.

They briefly saw Snape turn a slight shade of pink with embarrassment. "At least he doesn't look so sickly and pale when he's embarrassed," muttered James.

Remus looked around at his friends and couldn't help but smile. As reckless as they could be at times they sure were amusing…

* * *

­­­

**A/N: **Hope you enjoyed (I know DD did!) Thanks to my reviewer ('cause there's only one so far). Please R&R...for a little extra motivation I'll start mentioning my reviewers. Thanks DiscombobulatedDrummer, I'm glad you enjoyed it.


	4. Chapter 4

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** Thanks to my reviewer DiscombobulatedDrummer (and I apologize if I spelled that wrong) Oh, and this one is a bit of a long one...

* * *

Chapter Four

The day dragged on with only a few mini-outbreaks of mischief from James and Sirius. That evening after their last class the group headed down to dinner where Madame Pomfrey intercepted them in the Entrance Hall.

"Mr. Lupin, could you please follow me? I need some help in my office and you're the only one that understands my filing system," said Madame Pomfrey, casting nervous glances at Sirius, James and Peter.

"Sure thing, Madame Pomfrey," said Remus eagerly. "Anything I can do to help." He turned to his friends, "I could be late, don't wait up for me," he said with a wink.

James and Sirius exchanged glances once they were gone. Madame Pomfrey's excuses to see Remus had lost originality over the last five years.

"Come on, we have to eat quick," said Sirius.

"The moon rises early," James added quietly.

"Can I take a snack?" Peter asked hungrily.

"All you think about is your stomach," said Sirius, rolling his eyes.

"And food!" Peter added eagerly. Sirius and James exchanged glances again, this time fighting hard not to laugh. Sometimes their little friend could be so thick.

After a rushed dinner the three ran up to the Owlery to peer out of the large window. Soon they saw the outline of two cloaked figures heading toward the Whomping Willow in the dying sunlight.

Moments later one of the cloaked figures headed back to the school. "All right, let's get going," said James.

"One second," said Sirius. _"I solemnly swear that I'm up to no good,"_ he said as he pulled a bit of parchment out of his pocket. "Filch is chasing Peeves on the third floor, no, wait…he's headed toward his office. Looks like the coast is clear," he added.

"You have the cloak, right?" Peter asked James.

"No, he let Snivelly borrow it," said Sirius, his voice dripping with sarcasm.

"Got it right here," James' voice said from the doorway. "Come on you two! Peter, you know the drill," he said as his head reappeared.

James and Sirius watched as Peter turned into a rat and ran toward Sirius's feet. Peter would have never managed to become an animagi without the help of his friends…

"There ya go, Wormtail," said Sirius as he picked up the fat rat and tucked him safely in his pocket. It wouldn't be good if one of the owls decided they were hungry enough to make Peter their next meal…

Sirius joined James under the invisibility cloak and the two headed down to the Entrance Hall. The only person they passed was Madame Pomfrey. She had a saddened look in her eyes as she headed back to the Hospital Wing.

Once outside they ran toward the Whomping Willow, making sure to stop before entering 'Whomping range.'

"Do your thing, Wormtail," Sirius whispered as he slipped the rat out of his pocket and placed him on the ground.

Wormtail sniffed around, getting his bearings, before running before running straight toward the trunk of the violent tree. When he reached an exposed root he put his little paws on a knot in the root. Immediately the tree stooped trying to attack everything that moves and stood frozen in place.

Sirius and James ran up to the trunk of the tree and quickly removed the invisibility cloak before slipping into a hole at the base of the tree. "Come on Wormtail, we're in," said Sirius, sticking his head out of the hole. Wormtail released the root and ran toward Sirius's head. Sirius snatched the rat and took one last glance at the night sky before the tree shuddered to life.

"No moon yet, but it'll be any minute now," said Sirius as he placed Wormtail back in his pocket.

"We're going to have to hurry," said James.

"Why else do you think I'm carrying Wormtail?" Sirius asked sarcastically.

"Right…" said James as he took out his wand, Sirius did the same and with a muttered _"Lumos"_ the two took off at a run through the long, winding, underground tunnel.

When they reached the end Sirius pulled Wormtail out of his pocket and placed him on the ground. Soon Peter was standing next to them once more. Before opening the trap door that would take them up into the Shrieking Shack they paused, listening for any noises above.

"He's quiet," said James.

"It's clear," said Sirius after a brief moment of silence. He pushed open the trap door and climbed up into the building above. James followed without a problem but the two had to help lift Peter through the hole.

"Moony?" Sirius called out as they tried to locate their friend.

"Over here," said a quiet voice from a dark corner. He was sitting near a boarded up window and peering out through a slit in the boards into the night sky.

The walls and doorways of the Shrieking Shack were scared with claw marks and scratches. All the furniture was dilapidated and falling apart, with rips in the upholstery where stuffing oozed out or teeth marks on the legs of chairs.

The Marauders had been surprised that their calm and gentle friend had caused all the damage when they first stepped foot into the shack. They soon learned how he had managed when they witnessed, for the first time, his transformation. But several months and transformations later this all seemed routine.

"You ready?" James asked quietly as he moved to stand by Remus's side.

Remus nodded then said bitterly, "Who am I kidding? I'll never be ready," he added, sending a significant glance in Sirius's direction. "Every month, just when the pain fades…I'll never get use to it…"

Catching his eye Sirius stepped forward and tried to lighten the mood. "Ah, but that's why we're here," he said expressively "To help you forget your pain."

"And to comfort a lonely wolf," said James.

"And to keep you from hurting yourself," said Peter, even though his animagi form was in no way, shape, or form to take on a full grown werewolf.

Remus looked around at his friends and smiled weakly. "Thank y—" but his words ended in a strained groan as his back suddenly arched in pain. Remus moaned as another spasm shook his entire body and nearly knocked him onto the ground. James and Sirius immediately jumped to his side to hold him up and try to hold him steady as he twisted kicked his legs out in pain.

"Remember who you are," Sirius shouted over Remus's ever increasing moans and screams.

"You are Remus Lupin, our best friend. Remember that," James shouted.

"Peter, the door!" shouted Sirius suddenly. "Close the trap door!"

Seeing the transformation of his smart and gentle friend into a vicious monster always frightened Peter and left him frozen where he stood. But hearing the urgency in Sirius's voice he managed to stumble forward and slam the trap door shut locking it securely as Remus started sprouting fur and his nose and mouth stretched into a snarling snout with snapping teeth.

Once his head had started to change James and Sirius backed off and the three of them changed into their animagi forms. It would be unwise for them to remain in human form around him for much longer.

Remus had fallen to all fours, his transformation nearly complete. His hands and feet had stretched into huge paws with sharp claws and for a moment he stood completely still. The stag, dog and rat stood still, silently watching, not daring to move. Suddenly Remus shuddered and the silence was broken with a long, hair raising howl. Remus had become Moony.

Padfoot carefully stepped forward, his tail between his legs and his head held low in submission. Moony rounded on him and snarled. Smelling no human flesh he calmed down and stepped forward with ears laid back and hackles raised to sniff the shaggy dog.

Moony's wolf mind recognized and remembered the times they had had during previous transformations. Prongs stomped a hoof and Moony rounded on him, a deep growl emitting from his throat. He recognized the large stag as well and eyed his sharp antlers warily but calmed down once more. Unfortunately he had had a run in with those antlers one night when a foolish human had ventured too close to the Shrieking Shack on the night of the full moon. Whether he noticed the rat at all didn't matter because Moony didn't quite care for the taste of rats.

Moony then surprised them by running head first into a wall. He let out a frustrated howl when he didn't break through and he lowered his head to try again. He started to charge but Padfoot slammed into his side, knocking him off his feet.

The wolf just wanted out so he could run; to smell the fresh air and to be free. He regained his footing and turned to charge again but the black, shaggy dog stood in his way. Frustrated, the wolf slashed out at the dog and caught him on the shoulder.

Padfoot let out a startled yelp as he leaped out of the way. Seeing his way was clear, Moony ran at the wall once more but was brought down mid leap and sent skidding across the floor by the shaggy dog.

Moony got up and shook himself off all the while growling at the dog for blocking his attempt to break free. Padfoot let out a sharp bark and the wolf stopped growling. Another sharp bark and he slowly came to turns with his surroundings.

It didn't take long for Moony to realize that they wouldn't let him out. Not this time. Moony barked back and looked gloomily around the room. They had not discussed what they would do to relieve the restless wolf's boredom, but because the moon had risen so early it was too risky to let Moony out into the night. Not that things were never risky with Moony, they just didn't want to take that chance.

Padfoot crawled on his belly toward Moony, injured shoulder forgotten, and nudged him gently on the leg with his nose, barking playfully while wagging his tail. Moony, looking for a distraction agreed and the two began circling each other in a play fight. The werewolf was dominant and knew it. But sometimes he forgot just how strong he really was and got carried away. So Prongs stood watch, ready to bring his tough antlers into their midst if things got out of hand.

It was an odd support system, but it worked. The three animagi were there to support the werewolf, but if the wolf got out of hand the animagi were there to defend each other. Keeping the wolf from harming himself and others while giving him company and entertainment; it was a distraction from the werewolf's cruel and harsh reality.

The wolf was in charge as he tackled Padfoot, bringing him to the ground hard on his side. Padfoot let out a yelp of pain but scrambled to his feet and ran toward the wolf, teeth bared and snarling. Moony lunged at him again, but this time Padfoot sidestepped out of his way and rammed into his side.

Moony howled at the indignity at being tricked by a mere stray. He rounded on the dog and tackled him. Soon the two were rolling on the ground in a blurred ball of fur. Prongs was getting a bit worried that the two were taking things a bit far so he let out a loud snort and stomped his foot impatiently. When the two continued without notice he lowered his head threateningly and let out an even louder snort and advanced on the two.

Padfoot heard him, but couldn't break free from the fight so he let out a desperate yelp as Moony dug his claws in his already injured shoulder. Prongs stepped into the foray and separated the two with his antlers, making sure to nudge Moony hard in the side. Moony finally backed off, leaving Padfoot alone to limp out of the way.

But Moony wasn't finished; he continued to snarl with his ears laid back and hair standing on end. The wolf had energy to burn, but after a few minutes of Prongs standing between the wolf and dog he quieted down. All the while Padfoot lay injured in the corner licking his wound to the best of his abilities. It wasn't the first time Moony had hurt him and he knew he could wait until morning and get James to nick the needed supplies from the Hospital Wing so he could be healed.

Wormtail had by this time, climbed to his usual post on the boarded up window where he could easily stick his little head out to see the night sky. It was his job to watch for the setting of the moon in case Moony and Padfoot were mid-fight. He let out a loud squeak, indicating the moon still had half of the night sky to travel. There was plenty of time left to keep the wolf entertained.

Prongs looked around the room trying to come up with a way to distract the wolf—who was beginning to get restless again. Then it hit him; he trotted into what had once been a dining room in the old house and over to a chair that was—surprisingly—still intact. Curious, Moony followed and watched as the stag lowered his head and hooked his antlers through the back of the chair. He lifted the chair into the air and sent it flying toward the wall where it broke into half-a-dozen or so pieces. Prongs then nudged a chair leg in Moony's direction.

Moony growled in delight at this new found game as he swatted at a remaining leg and sent it flying across the room. Prongs sent another piece of the chair in the direction of the wolf and before it could slide to a halt he knocked it across the room to clatter against the wall.

Together the two sent piece after piece of furniture flying in all directions for the rest of the night. Once they had sent an entire table leg flying straight toward Wormtail who let out a loud squeal and fell from his perch in the boarded up window. Padfoot was able to limp in his direction and catch the rat in his mouth before he hit the ground. Wormtail was shaken, but unharmed as he scurried back to his look-out position at the window.

After another hour of the game Wormtail let out a loud, long and high-pitched squeal to indicate the setting of the moon. The wolf never understood it, but for some reason that squeal was always the last thing he remembered until the next full moon.

Prongs and Padfoot looked toward the boarded up window and saw through the cracks that the sky was still dark, but slowly lightening. Moony growled, howled and all of the above as he twisted and thrashed about. He was most likely to injure himself when transforming back into a human and it was how he received most of his injuries.

He reached out with a claw and caught himself on his arm as paws turned to hands and he started to shed his fur. His teeth snarled and chomped at the air as his snout shrank and reshaped into the handsome nose and mouth of his human form. His tail disappeared and his spine shortened and returned to normal. His ears no longer points, and his eyes their original blue color he collapsed on the floor fully transformed as Remus Lupin.

Soon he was surrounded by Peter, James and Sirius all checking to make sure he was all right.

"Remus? Rem are you awake?" Sirius asked attentively.

"Oh my head," Remus moaned quietly.

"He's fine," said James. "We better split before Pomfrey comes."

"We'll visit you in the Hospital Wing, Remus," said Sirius.

Remus nodded slightly and moaned as he curled up into a ball. He understood that his friends couldn't stick around. If they were to be caught they'd never be able to accompany him again. That would be too unbearable to imagine…

The three slipped through the trap door and ran along the tunnel, pausing near the exit so Peter could change into a rat and freeze the violent tree above. James and Sirius slipped out into the pre-dawn hours of the morning and covered themselves with the invisibility cloak. They waited for Wormtail when they were out of range of the tree and scooped him up into a pocket.

The large, front doors were unlocked and they slipped in without a problem. They paused in an alcove long enough for James to check if the coast was clear before heading straight for the Gryffindor common room.

"I hate leaving him like that," said James when the trio returned to their dorm.

"I do too, but we have to. He understands," said Sirius quietly. James nodded in agreement as he pulled his shoes off and slipped into bed fully clothed.

"How's your shoulder, Sirius?" asked Peter as he rummaged through his trunk for his hidden candy stash.

"It'll heal," said Sirius. "It stopped bleeding…I think. I'll clean and dress it later, I'm too tired…"

And with that the three fell asleep and slept through breakfast—including Peter!

* * *

­­­

**A/N: **I hope ya'll enjoyed (although I wouldn't know 'cause DD is the only one that reviews...) More to come when it's typed. (need I mention the R&R crap?) Oh, and Hello to my other reviewer (aka, my twin!) 


	5. Chapter 5

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a suprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** It's a short one, so I'm posting it now...I promise, ch 6 is longer...

* * *

Chapter Five

"Sirius, Sirius wake up! We're going to b late," said James as he stood over his friend that morning.

Sirius moaned and tried to roll over on to his side but a shooting pain in his left arm stopped him. "Bloody hell," Sirius moaned again, the pain nearly knocking the breath out of him. "Moony really tore into me this time…"

"I forgot, I'm sorry. I'll tell McGonagall you're not feeling well and I'll come up at lunch to dress it," said James.

"If it looks as bad as it feels it might need attention right away," said Sirius as he tried to sit up in his bed.

"Try not to move it," said James as he moved to the left side of Sirius's bed. He bent down and peeled back the blood soaked robes from the wound. Sirius winced as he slipped his arm out of the sleeve.

James let out a low whistle as he bent closer to inspect the wound more closely. Three separate gashes spread from his shoulder blade forward to his collar bone.

"Better me than himself," said Sirius.

"You've experienced worse," James diagnosed with a shrug.

"So have you," said Sirius.

"We have some bandages left over from last month," said James as he began digging through his trunk. "Here they are…" He then wrapped up Sirius's shoulder. "That should hold for now. Think you can come to class?"

"And miss out on a day of relaxing and doing nothing?" Sirius said sarcastically. "Sure, I'll come. I don't have anything better to do…"

"Just don't forget to take it easy on that arm," said James. "We'll visit Moony tonight and get you something to ease your pain and to keep that thing from getting infected."

"Have you ever considered becoming a healer?" Sirius asked as James helped him slip clean robes on over his head while Peter tied his shoes.

"Nope, I'm going to be an Auror," James said confidently.

James and Sirius had learned to take care of themselves after all their years of pulling pranks. They wouldn't want some first year to rat them out to Madame Pomfrey. And although their healing skills came in handy at time, it was still well known that James was dead set on becoming an Auror.

"We should really be going," said Peter. "You two might be able to talk yourselves out of trouble but—"

"But you don't stand a snowball's chance in hell," Sirius finished.

"You're right, let's get going," said James. And the three headed off to their Transfiguration lessons.

They managed to get there right as the bell rang and casually took their seats. All they received from McGonagall was a raised eyebrow in disapproval. Lily managed to send a glare over her shoulder as James sat down behind her and whispered "Will you go out with me?" in her ear. But she was unable to say anything because McGonagall had begun her lecture.

* * *

**A/N: **You know the drill, R&R (Thanks DD and Becky, you guys are the best!) 


	6. Chapter 6

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I started this as a short One-shot...several pages later and I decided I'll turn this bad boy into a chaptered fic.

* * *

Chapter Six

The three Marauders waited in the common room, talking quietly as one by one their fellow Gryffindors went to bed.

"I wish they'd hurry up," Sirius mumbled under his breath as he glared at a group of third years that was huddled in a corner. "Why can't we just tell them to all bugger off?"

"Because Lily will be mad at us," said James. "Not to mention suspicious."

"I can't move my bloody arm," said Sirius through clenched teeth, sounding very agitated. "And since when do you care if Lils gets mad at you?!"

"I want her to take me serious next time I ask her," said James, sounding confident and ignoring Sirius's agitated and pained expression.

Ten minutes later the third years gave up on their studies and trudged upstairs to bed. "All right, let's go," said Sirius irritably. The pain in his shoulder was past the point of being annoying and was now downright painful.

"Coming Peter?" James asked as he took his invisibility cloak from his bag. But Peter was fast asleep, using his History of Magic book as a pillow. The only answer James received was a rather loud snort as Peter began to snore.

"Good, it's getting hard to keep him covered with the cloak," Sirius muttered. "Unless he turns into a rat…" James agreed and covered Sirius and himself with the cloak.

When the two reached the Hospital Wing they looked to their map to make sure the coast was clear before slipping in through the double doors.

"Psst, Remus?" James whispered. Remus looked around for the body that he knew belonged to the voice.

"Over here, Rem," said Sirius as he used his good arm to lift the cloak off of himself.

"What took you two so long?" Remus asked as a little smile spread across his pale face.

"Damn third years," Sirius hissed. "James, can you get me the—"

"Way ahead of you, mate," said James, cutting him off. He came forward with a bundle of medical goods in his arms.

"I wish you would stop stealing Pomfrey's supplies," whispered Remus.

"Then you better stop using those claws of yours," Sirius joked.

"Oh! I'm sorry," said Remus, his voice full of remorse.

"Don't worry, you've done worse," said Sirius with a shrug. He immediately regretted the movement when pain shot through his shoulder, causing him to flinch.

"Robe and shirt off," said James.

"What, no foreplay?" Sirius teased as he shrugged his injured arm out of his robes.

"I've got your foreplay right here!" James said as he held up his clenched fist.

"You know I like it rough," Sirius smirked as he unbuttoned his shirt. "You'll be ripping those bandages off soon, I hope."

"Oh you know it!" James said with a wink.

Remus watched this exchange and smiled. He knew they did it for him. They were trying to cheer him up after his monthly transformation. But his smile faded as James peeled back the blood-soaked bandages off of Sirius's shoulder.

Sirius saw the smile fall from Remus' face and knew what he was thinking. "Your bark is worse then your bite," Sirius said lightheartedly. "Or in this case, your scratch," he added.

"Are you sure you're all right?" Remus asked cautiously.

"I'll be fine," said Sirius reassuringly. "It looks worse than it—Merlin's Beard Prongs!" he nearly shouted. "Warn me next time, that stuff burns!" he added through clenched teeth.

"Sorry," James muttered with a smirk. "He's just being a big baby," he said to Remus as he once more spread a green-brown concoction over the wound.

"Bloody hell," Sirius hissed through clenched teeth.

"Well, you don't want it to get infected, do you?" said James in a very motherly tone. Sirius shook his head 'no.' "Good, because it would be horrible for such a young, active man to lose an arm."

"You forgot attractive," Sirius managed to joke.

"Keep it up and you won't be," said James, sounding just like his mother. "You keep it up and not even an old hag will look at you!"

"Yes, Mrs. Potter," said Sirius, sounding defiant but slipping into the role easily.

"Remus, is that you dear?" Madame Pomfrey's sleepy voice drifted from her office.

"Quick hide," Remus hissed. "Er…yes Madame Pomfrey," he said aloud. "I was muttering to myself while changing the dressing on my leg wound," he lied.

"All right deer. Go back to sleep when you're done. I'll check on you in the morning to see if you're ready to go back to class."

"Thanks Madame Pomfrey, goodnight," Remus called out.

"Goodnight," her tired voice called.

Remus waited until he heard her door click shut before hissing at James and Sirius. "Would you two keep it down, that was a close one. You're lucky she didn't remember that I don't have a cut on my leg!"

"Sorry Moony," James whispered.

"It won't happen again," said Sirius.

"That's what you said last time," said Moony, rolling his eyes.

"We know," James and Sirius said together with goofy grins.

"Remus laughed silently while shaking his head. _'Those two…'_ he thought, unable to come up with what exactly 'those two' were.

"Well, if you're done stealing medical supplies I suggest you get back to bed," said Remus.

"And leave you here all alone?!" James said as if it was the worst idea in the world.

"Yes, so I can get some sleep!" said Remus sarcastically.

"Do you hear that Padfoot? Good old Moony doesn't love us anymore," said James, trying to sound hurt.

"I don't blame him! Look at that mess on your head you call hair!" Sirius laughed then swiftly ducked as James took a swing at his head. "Don't hurt the cripple!" he laughed. "Besides, it was all in good fun…"

"Well, we're off," said James, ignoring Sirius.

"Don't forget to bring some extra supplies back to the dorm with you for that leg of yours," Sirius said with a wink.

"Will do," said Remus. "Just don't get caught in the halls."

"Do we ever?" said Sirius.

"Don't worry, we won't," said James and with that his two friends disappeared under the invisibility cloak.

Remus listened as the muffled footsteps left the Hospital Wing and the door quietly clicked shut behind them. Unfortunately Remus was now left alone with his thoughts.

Every full moon he worried that he would bite someone, and it was always a great relief when a transformation occurred without incident. He hated that he hurt his friends and couldn't remember how. The pain and burden of being a werewolf was not only physical, but emotional as well.

Remus thought of how he reacted differently than his friends to his condition as he lie back down and snuggled under the covers. The only light in the wing was coming from a candle near Madame Pomfrey's office and the waning, not so full moon.

On the bright side he had 28, no 27 more days until the next full moon. Unfortunately, he had only 27 more days until the next full moon. He could look at it either way, it didn't change anything. He was still a werewolf.

His thoughts could run circles in his mind for hours if he let them, but he forced himself to think about schoolwork as he closed his eyes and drifted off to sleep. The last thing he thought before slipping into a dreamless sleep was _'What if I wasn't a werewolf?'  
_

* * *

­­­

**A/N: **Hope ya'll enjoyed, the next one is a bit long and I'll add it in a few days (aka, the next time I'm online). In the meantime...R&R please. I know there are more than two people reading this story...continued thanks to DD and Becky


	7. Chapter 7

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** Here's the next one... Enjoy!

* * *

Chapter Seven

"Please let me see him, Madame Pomfrey. He would _want_ his homework, he hates being behind in class," a girl's voice drifted to Remus's ears as he awoke to the sun filled Hospital Wing.

"I don't want him to be bothered, he's still asleep and needs his rest," Madame Pomfrey insisted.

"Then I'll be especially careful to remain nice and quiet while I place his homework on is bedside table," the girl said eagerly. Remus smiled as his groggy mind shook off the hold of sleep and recognized the girl's voice. _'How thoughtful of her,'_ he thought.

"Miss Evans, I said no. Why don't you hurry along and go outside. It's such a lovely day."

"But—"

"You can let her in, Madame. I'm awake," Remus called out as he sat up and swung one leg over the edge of the bed.

"Oh no you don't, Remus Lupin," Pomfrey snapped as she hurried to his bedside, leaving the doorway unguarded and allowing Lily to slip through.

"I feel fine," he protested as he watched Lily hide behind a bed. Trying not to smile he continued with his plea for exercise. "Can I at least stretch my legs?" he asked, looking ever so innocent.

Madame Pomfrey gave in with a resigned sigh. "All right, but only for a short while and your feet cannot touch the floor."

"Thank you Madame," he said with his most genuine smile. She shrugged him off and shuffled back to her office. Remus tried to get out of bed again, but Lily stopped him and pushed him back down.

"Just lie back down," she ordered as she placed his books on his bedside table. "I don't want you overestimating your strength and end up crumpled on the floor."

"Can I at least sit up, Mommy Dearest?" he asked mockingly. She glared at him, but he used his most charming smile and her glare turned into a giggle.

Remus took pride in his ability to control is facial expressions. He had learned by watching James and Sirius when they tried to get out of trouble. But unlike Sirius and James, Remus learned from their mistakes.

"Go ahead, have a seat," said Remus as patted the bed. He tucked his legs under him and sat cross-legged as she moved from the bedside table and sat down facing him on the bed. "It's nice to see that the world continues to turn without me," he said sarcastically as he sized up the large stack of books.

"I wish a certain friend of yours understood that," said Lily.

"How many times has he asked you today?" Remus asked with a sigh, understanding immediately who she was talking about.

"Four, and that was all _before_ breakfast!" said Lily, a disgusted look on her face. "I managed to escape him before he was able to do it a fifth time…"

"To be honest with you, guys like it when a girl plays hard to get," Remus said with a nonchalant shrug.

"Really? So if I threw myself at him he'd leave me alone?" she said eagerly.

"No, that wouldn't work with James," said Remus, suppressing a laugh. "He'd believe you…once he got over the initial shock…"

"Then what am I supposed to do?" she asked him earnestly. "he's been asking for years and no matter how many times I tell him no he won't leave me alone!"

"Maybe you should say yes," Remus said quietly. "I mean, _really_ say yes."

"What?!" Lily exclaimed while staring wide-eyed at her best friend. "Did you fall and land on your head? Is _that_ why you're in here?"

"Lils, hear me out," Remus said quickly. "He's never been so persistent about _anything_ like this before," _'Except perhaps learning how to be an animagus,'_ Remus thought. "He's serious about you, Lils."

"Then why is he always joking around?" Lily asked quietly, unable to hide her interest in the topic.

"He doesn't know how else to act," Remus said simply.

"But he's—"

"He's just trying to get your attention," Remus interrupted. "I promise, if you give him a chance and he blows it I'll curse his arse around the world several times over."

"For me?" said Lily, smiling sweetly.

"Just for _you_," he replied. "Besides, what would life be like if you never took any chances?"

"Boring."

"Exactly," agreed Remus. "Trust me, with James there's never a dull moment."

"So it may seem," Lily said sarcastically. Remus laughed and grabbed the list of assignments from the top of the pile of books.

"Two essays, one star chart and a chart for Arithmancy, two new spells, three new charms and one potion…" he read off. "Can I borrow your notes from Binns' latest lecture?"

"I don't have them with me, but of course you can borrow them. I'll also help you with those new spells, the one is rather tricky," Lily said with a smile.

"Thank you…What would I do without you?"

"Struggle with your classes every time you got sick," Lily teased. Remus leaned forward and gave her a quick hug.

When he sat back he looked at Lily and laughed. "What?" Lily asked, wondering why he was staring at her like that. Remus shook his head and laughed again. "Come on, tell me you great twit or I'll take your books back to the common room," she said sternly.

"It's nothing really, I just—"

"Tell me."

"I'm just trying to imagine James' face when you finally say 'yes,'" he laughed.

"I never said I would," Lily snapped. "I only said I'd think about it," she glared at Remus when he didn't wipe that silly smirk off his face. "Do you need me to give you even _more_ of an excuse to be here?"

"No," he said, managing to calm down. All but the merriment in his eyes left his expression.

"You're insane, you know that right?" Lily asked with an eyebrow raised.

"Certifiably," said Remus proudly. "Sirius has rubbed off on me a bit these last few years."

"So I've noticed," said Lily, rolling her eyes. "You end up in here at least once a month!"

The amusement quickly left his eyes as he tried to smile and shrug it off as nothing. But it looked like a light bulb had gone off over Lily's head. The room had certainly gotten brighter, but maybe it was just the sun as it ascended into the sky.

"Now that I've mentioned it…Remus, I've been reading," said Lily, watching him cautiously, knowing she was bringing up a possibly sensitive topic.

"When aren't you reading?" he asked sarcastically to cover up his anxiety.

"Seriously, Rem," she said, catching his blue eyes with her green. "I've never asked you why you're always in here. Why you're always sick once a month, but—"

"You've finally figured it out?" asked Remus. He knew this day would come eventually and no matter how hard he tried, he couldn't have prepared for this moment.

"I'm sorry, it's not like I _tried_ to find out…But it all adds up," Lily said quietly. "You always get sick around the full moon, you come back tired and all scratched up. And…well, I once overheard Sirius call you 'Moony.' Are you…er…I mean…" she hesitated, avoiding his eyes. "Please don't be mad or offended, but are you a werewolf?"

"If I said yes, would that change how you see me?" Remus asked quietly. The thought that worried him the most was that he'd lose his best friend and favorite study partner/

"Oh, Remus no! I'd see you as the same friend I've always seen you as!" Lily said earnestly as she leaned forward and placed a hand on his knee. He squirmed a little at her touch, but she didn't remove her hand. "You know you can tell me," she said softly.

Remus looked up and held her gaze. "Then, yes. I _am_ a werewolf," he said steadily. He sat up straight and held out his arms. "Now that you know the truth…what do you think?"

Lily threw her arms around his neck and said "About what?" in his ear.

Remus let out a relieved laugh and closed his arms around her. "Thank you," he whispered.

"You secret is safe with me," she replied quietly.

"And now that you know I can give you the _best_ reason to say 'yes' to James," He said as he pulled out of the hug, a mischievous look in his eyes.

"We're back to that again?" Lily said, rolling her eyes.

"Yes, but hear me out," said Remus.

"Fine," Lily said with a nod

Remus continued, "James has always been so supportive of me and can be rather sensitive when he needs to be."

"But he can be such a prat sometimes," said Lily.

"Tell me about it," Remus muttered. "Just give him a chance," he said again.

"If I do agree to give him a chance, and if I agree to say yes...?" she asked.

"Then I'll make you promise to do it when I'm around, because there is no way I'd miss the look on his face!" he said excitedly. Lily playfully punched him in the shoulder. "What?!"

"Boys," she said, rolling her eyes, "you're all the same…"

"Really?" Remus asked, eyebrow raised.

"Yes. You're all the same."

"Now really, you don't believe that about little ol' me, do you?" he asked, giving her his most innocent look.

"You're such a tease," said Lily.

Remus laughed and shook his head, an awkward silence fell over them. Their thirst for knowledge had brought them together and their friendship had grown and strengthened over the last few years. They fought like siblings but cooperated like the best of friends. The only thing that had kept him from her was James. He couldn't betray his best friend, not after everything he'd done for him. Luckily their silence was broken by the last person Lily wanted to see at the moment; James.

"Lily, my lovely flower! Checking in on our dear Remus here?" James asked, his face glowing. "How sweet!"

"It really is," said Sirius with a cheeky grin.

"She was just bringing me my homework assignments," Remus said in her defense. Secretly he hoped James wouldn't blow it before things even began.

"How can you think of homework at time like this?" James asked loudly. "You get to sit in here and relax, there's a Quidditch game this weekend, it's a lovely day outside and our next class doesn't star for another twenty minutes!"

"I just don't like being behind, that's all…" muttered Remus.

"Thanks for the advice Remus. I promise I'll think it over," Lily sad as she stood to go. Sirius gave Remus a questioning look while James blocked Lily's attempt to leave.

"Going so soon? But I just got here!" said James.

"James, don't," warned Remus.

But as usual, James ignored him and continued. "Why don't you stick around for a while?"

"Because I really should be going," said Lily, trying to keep her temper in check. Did Remus seriously think that she and James would work out?

"But…oh all right," said James, looking disappointed. "So I guess I can take that as your fifth 'no' of the day?"

Lily looked thoughtful for a moment "Yes," she said, casting a glance at Remus over her shoulder.

"If only that 'yes' was on answer to another question," said a rejected James as he backed off.

Lily started to walk away but hesitated. "You never know," she said, turning to James with a sly smile. "Someday that answer might change." And with that she turned and walked away, leaving James open-mouthed and wide-eyed amongst his friends.

"Pull yourself together man," said Sirius, closing James' mouth with a tap on the chin. "What kind of advice did you give her?" he asked Remus.

James turned and looked at his bedridden friend. "Yeah really, what did you tell her?"

Remus shrugged, "Nothing, you'll just have to wait and see…"

"C'mon Remus!" said James, practically begging. Sirius remained silent but gave Remus a knowing smile and sat down at the foot of his bed.

"How are you feeling?" Remus asked him, ignoring James.

"Pretty good," said Sirius. He still favored his left arm and was very cautious with his injury. "A little sore, but the swelling has gone down and the bleeding has stopped."

"That's good," said Remus quietly. "I'm really—"

"Sorry?" Sirius finished for him. "Yeah, I know. Don't worry about it. I'll be fine."

"So, what were you two talking about?" James asked again. He tried hard not to appear jealous, but he knew he was failing.

"Homework," said Remus with a shrug. He looked around to make sure no one would overhear—a natural reflex—and lowered his voice. "She knows," he said simply.

"What? How?" said Sirius, sitting up and staring wildly at Remus.

"She's smart, she figured it out," Remus said quickly. "I'm surprised she didn't figure it out sooner."

"But how?" said James with a look of disbelief on his face.

"I'm always sick during a full moon, I come back scratched or exhausted and," he hesitated, "she overheard you guys call me 'Moony' one time," he finished.

"I'm surprised it took her so long," said James.

"She doesn't know about _us_, does she?" Sirius asked.

"Not that I know of," said Remus. "The only secret I told her was my own to tell."

"Can she be trusted?" Sirius asked suspiciously.

"Of course she can," James snapped. Sirius looked to Remus who nodded in confirmation. James glared at Sirius, but he didn't care. He knew James would get over it eventually.

"Why don't you two run along and get to class. Doesn't Defense Against the Dark Arts start soon?" said Remus, trying to relieve the tension.

"Right, well we'll see you around," said Sirius.

"Have fun with your homework," said James.

"You know I will," Remus said with a smile. "Pomfrey might release me by dinner time, but we'll see."

Remus watched the two leave the room and tried to imagine Lily walking beside James with her hand in his. He shook his head and laughed, it was a silly idea trying to convince her…

* * *

­­­

**A/N:** DD you're lucky...you have a fall break? We don't get off until Thanksgiving... I hope you'll enjoy. And for all you other readers out there, I'd be overjoyed if ya actually reviewed for once... I'll take any kind of reviews, even slams...(Okay, now I'm starting to sound desperate...I should just give up...)


	8. Chapter 8

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note: **Finally a new reviewer! Just because of you I'll post the next chapter! It's a bit short, but theres more on the way...

* * *

Chapter Eight

Lily paced around the empty common room, a battle raging in her mind as she tried to sort out her thoughts.

All this time she had been convincing herself that it was Remus she liked, not James. She _did_ like Remus, but not in _that_ way. Sure, he was smart, kind, gentle and quiet, but something kept pulling her thoughts towards James. He was handsome and knew it. That was part of what made him so insufferable, but no matter how hard she tried it was James who kept popping into her mind.

Lily let out a frustrated growl just as the portrait hole opened and James stepped through. He hesitated, not wanting her to take out her frustrations on him and quickly crossed the room in silence. Just as he placed his foot on the first step of the boys' staircase she rounded on him.

"You left the portrait hole open," Lily snapped.

"Sirius was right behind me. I thought he was coming in," he said with a shrug. Merlin's beard, she was beautiful.

Lily glared at him then continued pacing, muttering to herself under her breath. When James came back down the stairs, textbook in hand he decided to be sincere and sensitive and to resist the urge to ask her out while trying to calm her down.

He crossed her path and grabbed her by the shoulders to stop her. "Lily, what's wrong?" he asked, his eyes full of concern.

_'His warm, hazel eyes…'_ Lily thought, _'No, shut up you silly girl and pull yourself together!'_ But she couldn't ignore the feeling she got from his touch. "Nothing," she said quickly as she avoided his eyes and tried to pull away.

James tightened his grip on her shoulders, but not too tight. He didn't want to hurt her, just make her stay and listen. "You and I both know that's not true," he said calmly.

"It's nothing _you_ can help me with," she said with a resigned sigh. "I'm just confused. That's all." She kept her head down as she spoke, she didn't dare look up into his eyes.

"Lily," said James, his voice full of care. "Lily, look at me." When she didn't move he gently took her chin in his hand and raised her head, forcing her to look at him. "Don't worry too much about it. I'm sure that everything will work its way out, whatever it is — I don't want to know — just follow your heart and give it time."

The way he spoke her name, full of love and care; the way he gently held her face in his hands, the way his eyes filled with hope as she gave him a warm smile. Lily had her answer. And James would have had his too if Sirius hadn't burst into the common room.

"James! James c'mon or we'll be late!" he shouted before disappearing into the hall once more.

The mood broken, James blushed as he let go of Lily and backed away. Lily resisted the urge to let out a relieved sigh. If Sirius hadn't burst in she might have snogged him right then and there.

James was about to leave when Lily called out. "Wait for me, I'll walk with you," she said quietly and the two rushed off to Defense Against the Dark Arts together.

Remus was right. James could be serious when he needed to be…

* * *

­­­

**A/N:** DD: Nope sorry, no experience with French. I took 3 years of Spanish... As for everyone else...you know the drill...Keep the reviews coming!  



	9. Chapter 9

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I'm going to be nice and post the next chapter for several reasons. 1.) That last chapter was _short_ 2) This is my most popular fic 3) I finished writing it last night, got it all typed up this morning (yay for teacher inservice day) and started the sequel and 4) Because DD is my amazing, regular reviewer and I got a review from someone new. So, here it is...Chapter Nine! (only 7 more chapters to go!)

* * *

Chapter Nine

After dinner the Marauders regrouped in the common room to welcome Remus back to the _real_ world, or at least the world outside the Hospital Wing.

The four friends sat talking animatedly in a corner planning out some sort of adventure or another, completely unaware of the pair of green eyes watching them curiously from the other side of the room.

It drove Lily mad that she liked him. When did this happen? Why did she have to start liking him _now_? It was all Remus's fault. That lovable werewolf pointed out the good in James so that she could no longer ignore it.

"Lily? Lils did you hear me?" one of her friends asked, snapping her out of her thoughts.

"Sorry, I was thinking. What did you say?" said Lily, pulling her eyes off of the group of boys — more specifically James — and looking at her friend.

"I was wondering if I could borrow your History of Magic notes," the girl repeated.

"I'm sorry, I let Remus borrow them since he was ill," said Lily. An idea occurred to her. "But I can go see if he's done," she said, trying to hide the eagerness in her voice.

"Really? Oh that would be great," said her friend. "The only one that takes notes as detailed as yours is Remus…"

Lily gathered her nerves about her and stood, taking deep breaths as she crossed the room.

"James, look," Sirius said, nudging his ribs.

"Ow! What was that for?" Peter exclaimed when James had kicked him under the table.

"Sorry, I was aiming for Sirius," mumbled James.

Sirius laughed as James froze when Lily came up to them and gave him her most charming smile.

"Hello Lily," said Remus, filling in the abrupt silence. "Thanks for letting me borrow your notes."

"Anytime. Actually, that's why I'm here…" said Lily. "My friend needs to borrow them."

"Er, sure. I've got them right here," he said as he dug through his bag and pulled them out. "Although if I were you I'd take a good look at the last page, down near the bottom…a minor suggestion," Remus said, trying to hide his sly and secretive smile.

Lily flipped to the last page and read; 'Just say yes' and nearly lost her composure. "Oh, I'll have to, er…take that into consideration. Thank you," she said while resisting the urge to slap him upside his head.

Remus nudged James under the table with his foot and he snapped out of his stupor. "Uh, Lily…" he mumbled. "You wouldn't by any chance like to go with me on the next Hogsmeade visit, would you?" he asked, looking terrified.

Lily looked thoughtful for a moment, smiled, and said, "Yes," before walking away. As she crossed the common room she tossed him a smile over her shoulder and nearly broke down laughing when she saw the look on his face.

All four of them looked shocked, although she could tell Remus was faking it and trying very hard not to laugh. James' mouth was hanging wide open, his eyes nearly bulging out of his head. Peter looked like he had just seen a banshee and Sirius looked like he had just swallowed a jar of botober pus.

"Here's my notes," Lily said with a grin as she handed them over to her friend.

"What did you say to them?" the girl asked, awed by the expressions on the boys' faces.

Lily shrugged and said, "Yes."

"You didn't!"

"Yes, did," said Lily with an amused grin.

Her friend's eyes bulged as she looked at Lily in disbelief. Lily laughed as she gathered her stuff and went upstairs to the dorms; leaving James to recover.

"Sirius, close his mouth," laughed Remus. "James, you're drooling!"

Sirius tapped him on the chin and James finally snapped out of it. "Wha—"

"Are you okay?" asked Remus.

"Please tell me you heard what _I _just heard," James said quietly.

"Heard what?" teased Sirius. "I didn't hear a thing."

"Sirius," said Remus firmly, "don't mess with him like that."

"Did L-Lily say…yes?"

"Yes," both Sirius and Remus said as one.

"Peter, did you hear it too?" asked James.

"Yes," he responded quietly.

"She said yes," James said to himself quietly. "She really did say yes!" All of a sudden he jumped out of his chair and pumped his fist in the air. "She said yes! SHE FINALLY SAID YES!!!"

As James celebrated in the common room below, Lily laughed at the muffled shouts of glee. And as she settled in bed with a book she couldn't keep her smile suppressed. She was going on a date with James Potter; arrogant, annoying, rule breaking, trouble making, egotistical, funny, charming, handsome — not to mention persistent — James Potter.

Maybe she _had_ lost her mind…

* * *

­­­**A/N: **Let's hear those reviews! Personally, I enjoyed James' reaction... but hey, lemme know what _you _think. I'm kind of busy this week so I don't know when the next chapter will go up... Saturday at the latest (but I hope it'll be sooner than that...) 


	10. Chapter 10

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** A big thanks goes out to Vilya0, lovely ravenclaw, and as always DD. Because of the reviews (you made my day even better) I'll be kind enough to post the next chapter. I probably won't be able to post chapter 11 until Monday night at the latest (unless I get online tomorrow night). Enjoy!

* * *

Chapter Ten

For some students the rest of the week flew by, for others — like James — it seemed to drag on forever. When Saturday finally came, James got up the nerve to ask if Lily would join him at the Quidditch match as a precursor to their date on Sunday.

Without giving it much thought Lily shrugged and said, "Sure. Why not?"

James was beside himself as he walked back to the common room with his friends after breakfast and talked excitedly the entire way there.

They gathered their cloaks and were about to head out to the pitch when Lily stepped into the common room.

"James, will you wait for me?" Lily asked James.

He nodded. "You guys go ahead without me and save us some seats."

"But Ja — ow," said Sirius as he was elbowed in the ribs.

"We'll see you down there," said Remus, glaring at Sirius as if daring him to open his mouth again.

"What was that for?" James heard Sirius whine as they disappeared through the portrait hole.

"To give them some time alone you nincompoop!" hissed Remus. James smiled to himself as he sat down to wait for Lily to return with her cloak.

_'Why did I say yes?'_ Lily asked herself as she dug through her trunk, looking for her warm cloak. _'I don't like Quidditch, and I can just imagine it, being forced to listen to him talking about it the entire time…Oh well, maybe this will give me something to talk to him about on Sunday so there aren't any awkward silences…'_

"Sorry it took so long," Lily said when she reemerged from the girls' dormitories. "I couldn't find it. Are you ready to go?" she asked sweetly.

James nodded. It seemed he was still in shock.

The combination of crisp autumn air and the anxious nervousness sent a chill down Lily's spine. "Are you cold?" James asked.

"I'll be fine," she said, adding a reassuring smile when he looked skeptically at her.

"If you get cold let me know," said James. They walked the rest of the way in silence, close enough that their shoulders nearly touched, and every now and then his hand would brush up against hers, sending a thrill through the both of them. James was contemplating taking up her hand in his own when she beat him to it.

Lily watched his face turn red and smiled to herself. She could get use to this…

* * *

**A/N: **Keep in mind I don't know when I'll be able to get on to update, I've got a busy week...band stuff. (DD, you probably understand...) 


	11. Chapter 11

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** Four reviews on the last chapter...nice... Maybe I'll stop bugging the quiet readers...Not! R&R people, even flames will be accepted. Here's chapter eleven...don't mind the fluff. (Believe it or not, something very similar happened to me...you'll understand after you've read and if you read the A/N at the end...)

* * *

Chapter Eleven

During the Quidditch match Lily only paid attention to the game when something happened that made James jump out of his seat. She spent most of her time watching him out of the corner of her eyes, smiling every now and then.

As the game progressed the temperature fell. Lily shivered when an icy breeze aimed itself at the crowd. She scotched closer to James who instinctively put his arm around her. Neither of them saw the look that was exchanged between their two closest friends; Sirius and Remus.

The game dragged on for hours with both teams fighting to win. The score was 190 to 180 with Hufflepuff in the lead and not a single glimpse of the snitch. Lily was thoroughly frozen, too numb to feel James's attempts to warm her up.

"Lil's you're frozen solid. Let's go inside and get you warmed up," said James, ignoring the cheers from the crowd as Ravenclaw tied the game.

"N-no, I'm f-fine," said Lily, her teeth chattering uncontrollably. "I w-wouldn't want you t-to miss the r-rest of the m-match."

"The game doesn't matter as much as you do," said James. "Besides, you don't want to get sick and have it interfere with your studies," he added, knowing his point would hit home.

"T-true," she shrugged, but that lead to more shivering.

"We're gonna get going," James said to Sirius. "Tell me how it ends."

"Only if you tell me how things go," Sirius said with a wink. James resisted the urge to slap him upside his head as he turned to Lily and helped her to stand.

"You'll feel better once we get moving," James reassured her as they climbed over people in their row to get to the aisle.

"I'll f-feel better once I'm in front of a f-fire," she said as she avoided treading on a first year's foot.

James held her close as they crossed the school grounds and entered the castle. He didn't remove his arm from her waist until they were at the portrait of the Fat Lady. He held the portrait open for her and placed his other hand at the small of her back to guide her through and closed the door behind them.

As suspected the common room was empty and the fire was blazing. James lead her to the over stuffed couch in front of the fire and sat her down.

"Do you want anything to drink? Hot tea, coffee, hot cocoa perhaps?" he asked quietly, sounding only slightly nervous.

She nodded, "Hot cocoa would be nice," she said with a smile. Her cheeks were still pink from the cold and she shivered slightly but James thought it made her all the more beautiful. He took out his wand and a mug of steaming hot cocoa appeared in his hand.

"Be careful, it's hot," he said as he handed it over.

"Good, maybe it'll bring back some feeling in my fingers," she said as she wrapped her hands around the mug and inhaled the chocolaty steam. "Well don't just stand there, have a seat," Lily laughed as James stood there like a lost child separated from his mother while shopping at Diagon Alley.

He moved to sit in an armchair but she stopped him. "What? Afraid that I bite?" she asked, her voice sweet and amused.

James blushed and sat to her left, still looking awkward and lost. So many times he had asked and just as many times she said no. Now that she had said yes he had no clue what to do with himself. Sure, he had dated before, but _she_ was different. _She_ was Lily. He couldn't screw this up, he just couldn't.

The cocoa was to hot to drink so Lily set it on a nearby table and settled back down amid the cushions of the couch. James stared mainly at the fire, but every now and then Lily caught him looking her way.

An awkward silence fell over the pair as they looked anywhere but at each other. Desperate for something to break the silence James looked around. Spotting a pillow near by an idea came to him. With a childish smirk James grabbed the nearest pillow and threw it at the side of her head.

"James Potter!" she shrieked.

"What?" he said with a look of pure innocence.

"You know perfectly well what you did," she said, trying to look cross.

He shrugged and returned his attention to the fire. Lily watched him out of the corner of her eye as she slowly reached for the nearest pillow and clutched it tightly. But before she could hit him he biffed her upside her head again. She immediately whacked him as hard as she could. Within seconds the two were in the midst of a full fledged pillow fight with feathers flying everywhere.

James tackled Lily and pinned her to the couch to stop the onslaught. Lily's cheeks were reddened with the activity and was breathing heavily and laughing as she looked up at him. She tried to squirm out of his grasp but realized she didn't want to. "Let me up," she said.

"Are you going to stop beating me?" James asked quietly, his eyes full of laughter.

"Maybe," she smiled mischievously.

His head hovered over hers and their eyes locked. "Would you mind if I kissed you?" James asked quietly.

Lily told her heart to stop fluttering as she got the sudden urge to snog him within an inch of his life. "Try it and let's find out," she said with a slight shrug and a raised eyebrow. He moved closer and Lily inhaled his scent. She was able to distinguish the crisp outdoor smell with a hint of—could that be?—yes it is! _'He smells like chocolate!'_ Lily thought.

"Promise you won't get mad?" James whispered in her ear, his breath tickling her cheek.

"As long as you don't give me a reason to," she flirted. On the inside her mind raced and her heart fluttered, she had never felt like _this_ before. Somehow she managed to maintain a calm and composed exterior while butterflies flew wild circles in her stomach.

He smiled and moved closer, and before either of them knew it their lips met. Lily closed her eyes and lost herself in the kiss. It started off curious and cautious and was gentle, almost tender. They explored each other at first, their kisses intensified as James gently caressed her cheek and tickled her neck. Lily arched her back and wrapped her arms around his neck, not wanting to let go. She felt his surprise when her tongue darted out and met with his briefly.

"So are you mad at me?" James whispered as they parted for a brief instant.

Lily laughed and threw him a sarcastic smile. "Does it seem like I'm mad at you?"

James smiled and she tugged on his neck, urging him to continue. Lily was about to run her hands through his perpetually messy hair when the portrait door flew open and banged against the wall. The Fat Lady's indignant shrieks went ignored as Sirius and Remus came into the common room.

James froze like a deer caught in the headlights of a muggle car. Lily planted one last kiss on James' cheek as she pushed him off of her.

"James—!"

"Don't say it Sirius," Lily said firmly, she only blushed slightly as Sirius looked at James as if he was his hero.

James nervously ran his hands through his hair — Lily couldn't help but smile — and glared at his friends. "You could've knocked…"

"It's the common room. The bloody _common room_!" said Sirius.

"Keep in mind that I never suggested_ anything_ like _that_," said Remus, looking at Lily with an odd glint in his eyes. He was unable to hide the hurt expression on his face.

Lily blushed and looked at her hands in her lap, she was shocked — but not _too_ surprised — to see that at some point he had grabbed her hand. Or was it the other way around?

"No wonder you didn't stick around for the end of the game," Sirius continued to tease.

"Bugger off, Padfoot. Can't I kiss my girlfriend?" said James. He was so irritated that he hadn't noticed he used the secret nickname.

"All right…fine, whatever…be a prat about it," Sirius snapped. "C'mon Remus, let's go."

When they were gone and the two were left alone Lily looked to James and smirked. "You called me your girlfriend…"

"I did? Oh, I'm sorry Lily…it slipped. It'll never happen again, I promise—"

She cut him off with laughter. "It's okay…I'll be your girlfriend if you want…"

"You would really—?"

"Yes James," she said quietly as he began caressing her hand.

"Really?"

"Yes," she said with a slight laugh and a nod. Their eyes locked and Lily felt her heart flutter.

"You have beautiful eyes," he said softly. Lily blushed and looked down. _'Why couldn't he have been this sweet before?'_ "Really, you do…"

"Thank you," she said sheepishly. What else should she have said in a situation like this? When she looked back up their eyes met and once more they were locked in a deep but gentle kiss.

"You know, I think I like you," she said with a taunting smile when they parted.

"I think I do too," he said before kissing her again.

But it wasn't long until they heard noisy footsteps outside of the common room and dozens of excited voices.

They parted but continued to sit close, their hands clasped together. James biffed her with a pillow once more — for good measure — as the first few students entered the common room. Lily laughed and hit him back twice as hard.

"They won! They actually won!" shouted an excited fifth year girl. Lily recognized the girl and knew immediately why she was so excited.

"Who won?" James asked, but nobody heard him in the growing chatter.

"Hufflepuff," Lily said with a knowing smile. That girl wouldn't have been so excited if Hufflepuff hadn't won. It was obvious to nearly ever Gryffindor girl that she liked the Hufflepuff seeker Amos Diggory.

As students celebrated none of them seemed to notice that Lily and James never left each other's side. Lily couldn't help but think that this all felt so natural. Why hadn't she seen this before?

* * *

**A/N: **So the pillow fight incident really did happen to me...It was fun. So, ladies (or gentlemen) I recommend pillow fights. They're great icebreakers! (Keep in mind that that event didn't happen word for word and that I am definitely not Lily Evans. It was only an inspiration for this scene.)

Anywho, I had a bad day, so reviews are more than welcome...R&R


	12. Chapter 12

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a suprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I know this ones short, but I wanted to get it out asap since I've been gone all weekend. (Altho my friend got a sneak preview last week at school...I printed off chapters 11, 12 and 13 for her to read. I wanted to see if she recognized the pillow fight scene...she did! lol)

Thanks to you guys that reviewd that last chapter, DiscombobulatedDrummer, lovely ravenclaw, and Vilya0. You guys cheered me up and made me smile. It's always good to smile...

* * *

Chapter Twelve

The celebration didn't last too long that night. After all, it wasn't Gryffindor that had played and won, it was _only_ Hufflepuff. Lily and the four Marauders were soon left alone in the common room. Sirius was retelling the winning maneuver made by Hufflepuff's seeker while James listened half-heartedly.

His mind was racing, his heart was pounding and he had finally managed to get the girl of his dreams. He also had to reassure himself that this _wasn't_ a dream. That he would wake up to find that Lily had never said yes, nor had she ever kissed him. _'She kissed me. Me! How did I ever manage that?!'_ he thought.

"—And then BAM!" Sirius shouted, jolting James from his thoughts and causing Lily to flinch from her thoughts as well. "He smacked into the ground. He was unconscious, but he had a death grip on that snitch! I wouldn't be surprised if it's still there when he comes to," Sirius finished with a story teller's flourish.

"I have to admit…I'm not sorry I missed it," said James, sending a smile at Lily and giving her hand a squeeze.

Lily returned his smile and without missing a beat she said, "Nor am I."

Sirius looked to Remus, eyebrow raised. Remus just shook his head. Peter, who had been listening intently to Sirius moments ago was now distracted by the trays of baked goods and other celebratory treats that they had nicked from the kitchen. He was bound and determined that not a single crumb went to waste.

Remus caught Lily trying to hide a yawn and took it as a cue to get the rest of the boys upstairs so the new couple could say goodnight. With a big yawn and a stretching his arms up wide Remus said, "Too much excitement for one day…I'm tired." He glared at Sirius who caught on and winked at him.

"Me too, I'm beat," he said as he stood.

"Come on Peter," said Remus. "You better stop before you make yourself sick."

"But I'm still—"

"Come on Peter," said Sirius as he grabbed him by the arm and dragged him to the stairs.

"Good night, Lily. G'night James," said Remus.

James nodded and Lily said, "Good night Remus."

"Imagine that, we're alone again," James said with a mischievous glint in his eyes.

"Hmm, imagine that," she smirked. She stood on her toes and kissed the tip of his nose. "Goodnight," she said before stepping back to slip away.

"Not so fast," he said, wrapping his arms around her waist. She nuzzled her head against his chest as he lowered his head to rest his chin on the top of her head. He inhaled the fragrant scent of her hair and sighed. "I'm still not sure if this is a dream or not," he said softly.

"And I'm not sure if I've completely lost my mind," she said, a smile in her voice.

"Sweet dreams, gorgeous," he said softly as he pulled away enough to lift her face gently to meet his.

Lily felt her cheeks redden and tried to look away, but his gentle hold forced her eyes to meet his just before their lips crashed in a simple but passionate kiss.

"Goodnight, James," Lily said when they parted. Her mind was racing and she needed to leave now, otherwise she might never leave. What was wrong with her?

They parted and she looked over her shoulder as she ascended the stairs. She flashed him a smile and disappeared, leaving him dazed and confused in the common room.

* * *

**A/N:** Next chapter will probably go up Thursday, but don't take my word for it. I've got a busy evening tomorrow so the next time I get on will probably be Thursday. R&R folks and let me know what ya think! 


	13. Chapter 13

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a suprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_**  
Author's Note:** Possibly the only update for the upcoming weekend... Enjoy the chapter, and as always, thanks to my wonderful (and faithful) reviewers!

* * *

Chapter Thirteen

**A/N: Lily's point of view/thoughts**

Lily paced the dorm room until one of the girls told her to stop that racket and go to bed. So she plopped herself down and stared at the canopy of her four-poster-bed.

_'This is so unlike me. I don't kiss guys I __**just**__ started dating. And when I __**do**__ kiss the boyfriend of the moment it has __**never**__ been like __**that**__. I've never even thought of James as anything but an annoying trouble maker. But that all changed with a kiss…_

_One kiss, so tender, so gentle…so passionate. I never knew kissing could be so wonderful! Is this for real? Have I really __**fallen**__ for James? James Potter,'_ she shook her head to clear her mind, but it didn't work. James still plagued her thoughts.

The way he looked at her, like she was the only girl in the world. He spoke gently to her, harsh words said in the past were long forgotten. She couldn't stop thinking about him.

_'And his kiss…'_ her nerves were shot. She relived the afternoon in her mind; taking a step back to analyze every action.

It had all happened so fast. An awkward silence broken by a pillow to the head followed by a pillow fight. Feathers flying freely, awkward nervousness forgotten they had had fun. Then he pinned her to the couch.

She was a little embarrassed with herself that she had kissed him. It wasn't even a real date and they weren't _really_ a couple at the time so why had she done it?

"Argh I don't know!" she said aloud before rolling onto her stomach and placing her pillow over her head.

"Why am I so suddenly attracted to someone I've always hated?"

**A/N: James point of view/thoughts**

James watched Lily climb the stairs to the girls' dormitory with a puzzled expression. Lily Evans, the girl that always turned him down, had kissed him. More than once. _Several_ times. He couldn't believe it.

Nor could he go upstairs. He knew that the instant he stepped foot into the room he'd be bombarded with an onslaught of questions. Remus might ask a few but would otherwise respect his space. Sirius on the other hand…

He moved to sit on the couch where hours before a dream had come true. He kissed her. He had actually _kissed _her! And she had kissed him back!

_'When? How…? No, wait I don't care! She bloody kissed me!'_ James thought as he stared into the flames. Never in his life did he think she'd say 'yes' let alone _kiss_ him.

Maybe she had lost her mind…

He sat back and committed the day's events to memory; down to the very last detail. The sound of her laugh, the sparkle of her eyes, the way her fiery red hair framed her face; every last detail… There was no way he would ever forget this day. He didn't know if he'd have another like it…

"I don't hear anything, let's move closer," a voice drifted down the stairs.

"Shut up Padfoot. Do you want to get caught?"

"But I can't hear any—"

"This was your idea, Smart One," came the sarcastic response.

"I can hear you," said James. He looked up at the stairs. "I can see you!"

"Moony made me do it, I swear!" said Sirius immediately.

"Right, and I'm a vampire," said Remus, rolling his eyes.

"Aren't you?" asked Sirius. Remus just _looked_ at him.

"What, you suddenly found it so important to spy on me?" James asked as he stood.

"Just making sure you don't—"

"—Screw things up," finished Sirius.

"I would have said something different," said Remus.

"I know you would," smirked Sirius. "That's why I interrupted."

"I figured as much…" shrugged Remus.

"Would you two knock it off?" said James as he glared at his friends.

Remus looked down at his hands and Sirius smirked. They were just trying to get a reaction out of him.

"So you gonna tell us anything?" Sirius asked.

"Nope."

"Nothing?"

"Not one word," James said firmly. "Now if you two don't mind I'm tired and going to bed."

And as he lay awake in bed that night thinking about Lily he knew things would never be the same.

* * *

­­­**A/N: **Hope you all enjoyed the chapter...I'll proly get the next chapter up either Sunday or next Monday... I have band/football game Friday and senior pictures on Saturday...and goodness knows I'm prolly going somewhere Sunday but ya never know. R&R please! (and thank you to those that do!) 


	14. Chapter 14

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** I'm feeling generous...two chapters in two days... Don't get use to it though. Once I'm done posting TT I'll have to take some time out to catch up with the sequel...there's only so many classes during the day that I can ignore!

* * *

Chapter Fourteen

"Don't tell me…Hell froze over!" teased Sirius.

"What, I'm not allowed to get up early enough to _not_ be late for breakfast?" James asked as he finished tying his shoe and stood up.

"It's just very unlike you," said Remus.

"Yeah, sounds more like Peter," said Sirius.

"Hey!" Peter protested from behind the curtains of his bed. "I heard that…"

James and Sirius exchanged glances and snickered. _'They're always doing that,'_ Remus noted.

"Need me to wait for you guys?" James asked from the doorway.

"Nope, we can find our way to the Great Hall ourselves thanks," said Sirius.

"Good," said James. "Oh, and don't wait up for me. I'm going to Hogsmeade with Lily."

"You can't be serious, James," said Remus seriously. "Lily can't stand you and you know it."

"Yeah," said Sirius, picking up on the joke. "Why would she want to go to Hogsmeade with you?"

"Because she's my girlfriend," James said before exiting.

"Can't say we didn't try," Sirius said with a shrug. "I guess he's finally convinced himself that this _isn't_ all just a crazy dream."

"Funny, I still don't believe it myself…" Remus muttered to himself. He was glad that two of his closest friends were finally together. He looked forward to study sessions with Lily where she wouldn't complain about being asked out a million times by James; or having to listen to James' complaints about Lily _not_ agreeing to go out with him. He was glad to see that his words to Lily had made such an impact. Or was he?

He tried to ignore, but couldn't deny, that twinge of jealousy he had felt when he and Sirius had stumbled in on the snogging pair. He had never been jealous before when Lily had dated other boys… _'But I guess it just goes to show,'_ he thought, _'this relationship is different.'_

Remus vowed to himself as he got dressed that morning that he'd never act any different around her. That he'd never let his newfound jealousy show. That he'd never do anything to hurt either of them. And when Remus Lupin made a promise, he kept it.

Sirius's thought train that morning was, on the other hand, completely different. He was in his usual cheery, joking mood, but Remus could tell that _something_ was bothering him. Sirius was upset with James, but he tried to not let it get to him. Sure, he understood that James needed his privacy, but this was a big deal. _This_ was something one shared with his best friend!

You don't just walk in on a guy pinning the girl of his dreams to a couch, snogging her and not hear about it later! Sirius expected James to tell him everything. That's what they _always _did. They always shared stories of exploits with their current girlfriends. Hell, he had told James the embarrassing story of his first kiss!

_'So why won't he talk to me?'_ Sirius thought, letting a low growl escape.

"Are you all right?" Remus asked.

"Just my shoulder," Sirius lied as he returned to his thoughts. While one side of him was upset with James the other side posted a strong, logical argument as well. _'He'll tell you when he's ready,'_ the rational side of his brain insisted. _'Let him get his thoughts organized…Chances are you'll be hearing about __**everything**__ tonight when you're back from the Hogsmeade visit…'_

The angry side of his mind finally gave in as he pulled on his shoes. He was making too much out of all this. He always did…

Peter's thoughts were much simpler than his two more emotionally complex friends. He was hungry, that was for sure, but he was happy for James. To him, James and Sirius were the greatest guys in the world. Sure they teased or joked about him sometimes, but he didn't care. And Remus was always there to help him with his homework.

Peter didn't know Lily very well, but he had on occasion studied with her and Remus. She was always so nice to him and _very _patient. Some of the things she had taught him or helped him with had, in the long run, helped him to learn to be an animagi. She deserved the best, and in his eyes that was James. He had no reason to be upset or jealous, but hungry on the other hand… He was starving!

"Peter you look famished," said Sirius as he clapped him on the shoulder. "Let's go downstairs to breakfast before you waste away to nothing!"

Peter didn't mind their teasing at all. After all it was true. At least he could be honest with himself; he loved food.

* * *

**A/N: **Hmm, maybe I should feel bad for leaving Peter out of all the action, or making fun of him behind his back...Oh wait, he betrayed Lily and James...Never mind! Anywho, you know the drill...R&R! (please) 


	15. Chapter 15

**Title: **Transforming Thoughts  
**Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!_  
**Author's Note:** As usual, a big thank you goes out to all of my reviewers... And I'd like you all to know that this is the second to last chapter. But fear not. A sequel is in the works!

* * *

Chapter Fifteen

"Going somewhere?" the caretaker Argus Filch snarled when James came out of the portrait hole.

"Yes," said James, trying to hide the annoyance in his voice. "I'm going down to breakfast and last I heard, going to meals isn't against school rules."

"How convenient," said Filch, his eyes narrowed to slits.

"Look, I was in there all evening and never once left during the night. So if you're going to blame me for something I _didn't_ do I have several witnesses that can tell you otherwise," James said harshly.

"Don't get smart with _me_ boy," Filch growled. "Like I'm going to believe anything those meddlesome friends of yours are going to say."

"At least tell me what you _think_ I did!" James snapped.

"You very well know what you did," said filch his voice low and full of menace.

"Mr. Filch, is there some kind of problem?" came the sweet and innocent but demanding voice of Lily Evans from behind the caretaker.

Filch glowered at her before realizing who she was. Lily Evans never broke the rules. She was probably the _only_ student who didn't have her own file in his office. "Ah, Miss Evans, perhaps you can clear things up for me," Filch said with a look of triumph. All the staff members knew she couldn't stand Potter.

"Perhaps," Lily shrugged. She looked at James and was surprised to see the mix of emotion on his face. He was truly innocent, not putting on the 'you think I'm innocent but I really did it,' look. "What did _Potter_ do _this_ time?" she asked, making sure she practically spat out his name. Filch didn't need to know that her feelings for James had changed…

"Last night someone was sneaking around in Professor Slughorn's office and tried to brew up Merlin knows what and left a dreadful mess. Can you tell me where Potter and his friends were last night?" said filch, all the while glaring at James.

"Certainly, Mr. Filch," Lily said sweetly. "They were in the common room making all sorts of noise until I told them to either quiet down or go to bed. They quieted down and soon went to bed. My friends and I probably went to bed an hour or so later. We would have seen them leave, Sir."

Filch let out a growl and rounded on James. "You were lucky this time," he snarled.

"Did you ever think that it was Slughorn that made the mess in _his_ office?" James asked.

"Yes, I've heard stories about him brewing up potions in the middle of the night while he's half asleep," Lily pitched in.

"I'll talk to him," Filch growled before sulking off down the hallway.

"Nice save, Evans," James said in a cold voice once Filch was out of earshot.

"Close call, Potter," she replied, her voice just as cold.

They both stared at each other until Lily broke down with laughter and wrapped her arms around his neck. "Thank you," James whispered softly in her ear.

She pulled back and looked him in the eye. "You didn't do it, did you?" she asked.

"No. After we parted last night I went to bed," said James. "Although I must admit that I had a hard time falling asleep."

"Same here," said Lily sheepishly.

"So what are you doing up so early?" James asked.

"Library," she said with a shrug. "And you?"

"Honestly?" he asked and she nodded. "I couldn't wait to see you again." Lily's shy smile lit up her face as her cheeks reddened. He gave her a swift but passionate kiss on the lips and said, "Let's get going before Sirius, Remus and Peter have a chance to catch up with us."

She nodded and the two walked off hand-in-hand. No sooner had they entered the Entrance Hall they were spotted by the Marauders' least favorite person in the school; Severus Snape.

"And I thought a mudblood like you could sink no lower," Snape hissed. Lily's cheeks reddened and she instinctively snatched her hand from James' grasp.

"Leave her alone," James said as he moved to stand protectively in front of Lily, wand raised.

"What're going to do about it _Potter_?" hissed Snape.

"Absolutely nothing," Lily snapped. She tugged on the sleeve of James' robe and spoke softly in his ear, "Come on, he isn't worth it."

"That's it Potter, run away scared," Snape laughed. "Not so tough without your little friends to back you up, are you? You're no better than a mudblood yourself!"

James dropped his wand and tore free of Lily's grasp faster than one could say 'Quidditch.' His fist connected with Snape's beak-like nose so hard that blood immediately spurted out all down the front of both of their robes. Another punch connected with Snape's jaw and split his lip while a third punch got him square in the stomach.

"James!" Lily screamed as she ran and tugged at his arms and shoulders. "James stop! Please!"

Thrown off balance, James stumbled before he could strike Snape a fourth time. "Lily get off!" he snarled.

"No! You leave him alone."

"He can't be allowed to get away with it," James spat as he struggled against her grasp.

"Look at me," Lily commanded, trying to distract him and get him to turn around. "Damnit look at me James Potter!" Something in the tone of her voice made him turn. What Lily saw frightened her. The anger in his eyes, the hate, the rage; these strong emotions along with his recent violent actions scared her.

James shook with pent up anger and rage as Lily held on to him; her fear had left her speechless.

It took a while for her fear to register in his hate filled eyes. And when it did finally penetrate his mind it shocked him; Lily was scared of him. He could tell she was afraid of him by the way she looked at him. _'This is it. It's all over. I've screwed things up already,'_ he thought.

"James," Lily said when she found her voice, "they're just words. They're only a big deal if you _make_ them a big deal."

Ashamed, James tried to look away. Lily reached up with one hand and gently brought his gaze back to hers. "He was just trying to get a reaction out of you and it worked. Personally I take it as a compliment," this statement made James frown in confusion. Lily explained, "I may be muggle born, but I'm at the top of our class. I have more magic than some pure bloods. Look at Filch for example," she said.

"What?"

"Have you ever seen him use a wand? He's a squib, James," said Lily.

"Bravo, touching sbeech," Snape said with his hand firmly clasped over his nose. "But you bwon't get away wib this Potter!" he snarled (as best as he could with a broken nose).

"You will go straight to the Hospital Wing and tell Madame Pomfrey that you fell down the stairs. Otherwise I will tell Professor Slughorn that you were the one in his office last night trying to brew up a dark potion," Lily said firmly, her hands on her hips. Snape let out a growl and she knew she had hit home. He wouldn't be telling anyone about this incident.

When Snape had scuffled out of sight James turned to Lily and engulfed her in a hug. "I'm so sorry, Lily. It'll never happen again," he said, his voice full of remorse.

"It better not," Lily snapped as she pushed him away, and turned to enter the Great Hall.

Shocked, James watched her walk away a few steps before running to catch up with her. "Lily, wait. I said I was sorry, what more do you want?" he asked when he caught her.

"I want away from you at the moment," she said as she turned to leave again.

James grabbed her by the shoulders and held her there. She tried to shrug him off but he wouldn't let go. "C'mon, just tell me. Was it something I said? Something I did? What?"

Lily didn't answer, she wouldn't even look at him. She tried hard to fight back the tears she knew would fall if she told him. How could she tell someone who cared for her so much that she was afraid of him?

"Lily please tell me," he pleaded, his voice soft, almost sad.

_'How James? How can I tell you?'_ she thought desperately. She felt his hands tremble, then he loosened his grip. She had just gathered up the nerve to look up at him when he let go and walked away. She watched a dejected James climb the stairs on his way back to the common room. _'So this is it. It's all over. I've screwed things up already…'_ she thought sadly.

"Lily, there you are!" called out one of her friends as she turned to exit the Great Hall. "Come on, breakfast this morning is amazing. They have pancakes!" she said excitedly.

"Er…I'm not really hungry…" said Lily. "I'm just going to go back upstairs. I'll see you later."

"Suit yourself," her friend said with a shrug.

Lily slowly headed back up to the common room all the while thinking of things to say. In the end she decided to tell the truth. So much for that Hogsmeade visit today…

* * *

­­­

**A/N: **You know the drill... R&R please!


	16. Chapter 16

**Title: **Transforming Thoughts**  
Author Name:** DarkForest214  
**Rating: **PG-13  
**Spoilers:** none really…  
**Summery:** Another full moon, a difficult decision, a surprise answer. It's the Marauders at their best!  
**Disclaimer: **I do not own any of these characters or Hogwarts School. I did not write this to try and make money. I am not stealing from JKR and the publishing companies and whatnot… I own _nothing!  
_**Author's Note:** Since I was sooo mean and left you with a cliff hanger I decided to give you all a special Halloween Treat! Yes, it's the final chapter of Transforming Thoughts...

* * *

Chapter Sixteen

When Sirius, Remus and Peter finally emerged from the boys' dormitory they were surprised to find James sitting on the couch in front of the fireplace glaring into the flames.

"I thought you were going down to breakfast," said Remus.

"I'm not hungry," James replied, his voice monotone.

"Did somebody die?" Sirius asked.

"I don't want to talk about it," said James.

"Typical," Sirius said with a snort. James cast Remus a questioning glance, eyebrow raised, but Remus just shrugged. Then he noticed the blood.

"Er, James…you have blood on your shirt. Are you sure you don't want to tell us what happened?" said Remus.

"I ran into Snivelly," he replied bitterly.

"What?!" said Sirius, forgetting to be upset with James.

"Yeah, broke his nose, split his lip, and I hope I cracked a rib or two," said James a sour look on his face.

"But…" said Remus, knowing that there was something else to the story.

"Who cares what happened!" said Sirius excitedly. He broke Snivelly's nose!"

"Shut up Padfoot," both Remus and James said at the same time.

Remus eyed James warily and said, "But that's not what's troubling you, is it?"

James shook his head. "Lily saw the whole thing," he said quietly. "He insulted her and I lost it. I lost control in front of her and now I've screwed things up for sure."

"But you were defending her," said Sirius.

"You didn't see the look on her face. I think I scared her…" said James as he hung his head in his hands. "She got me out of trouble with Filch and _this_ is how I repay her?" he said, disgusted with himself.

Remus looked up as the portrait hole opened and Lily stepped through. She looked upset and he wanted to run up to her, give her a big hug and reassure her that everything would be all right. But it was James that needed to do it, not he. "James why don't you talk to her?" Remus suggested, his eyes never leaving Lily's.

"Because she hates me. I just know she'll never speak to me again," said James.

Lily heard this and looked to James then back to Remus who nodded at her. She came up behind the couch, leaned over the back of it and wrapped her arms around his neck. "I don't _hate_ you, Potter. I would have thought what happened yesterday would have proved that," she said slyly.

Surprised, James dropped his hands, looked up and turned around. "Lily…" he said, unsure of what to say.

"Shh," she said, putting a finger to his lips.

"We'll leave you two alone," said Remus.

Lily smiled her thanks as she moved around the couch and knelt down on the floor in front of James. When the three were gone Lily looked up at him with a nervous smile.

"Lily, I'm—"

"No, I should be the one to apologize," she quietly interrupted.

"But I—"

"Would you let me finish?" she said with a small smile. "I got scared, James," she said, her smile fading. "When you looked at me with all that anger and hate in your eyes…" she shuddered.

"Oh, Lily it wasn't you I was angry at," James said quickly. "I could never hate you like that."

"I know," she admitted. "But I have never seen you look at me like that before. I was afraid," she said, a tear sliding down her cheek.

"And for that I'm greatly sorry," said James as he reached out and gently brushed the tear away. "When he called you that… nobody should ever be called something like that! I lost control, I couldn't stop myself. It kills me to know that I frightened you so. And that I acted so rashly in front of you." He let his hand fall from her face and rest in his lap, he tried to look down to avoid her eyes but because of where she was sitting, he couldn't.

She reached out and grabbed his hand. "Remus was right, you are fiercely loyal and protective," she said with a smile.

"Lily, can you forgive me?" said James, unable to fully understand what she had just said. _'When did she talk to Remus about me?'_

Lily let out a quiet laugh and nearly threw herself around his neck. "Only if you can forgive me," she whispered in his ear.

"For what?" he asked, looking confused.

"For thinking this was all over before it even started," she admitted. She pulled back from the hug, arms still around him, and looked him in the eyes. He reached up and held her face in his hands. He pulled her closer, and when she didn't resist he kissed her.

All was forgiven.

When they parted Lily looked at him with that sly smile James had grown accustomed to and said, "You were right."

"About what?" he asked, looking shocked.

"Everything will work its way out in the end, just follow your heart and give it time," she said. It took a while, but when it finally registered in James' mind that _he_ had said that a smile lit his face.

"You mean you were worrying about me?" James asked.

"Not worrying. Thinking," Lily corrected. "Remus had said some stuff that got me thinking and, well," she shrugged, "here I am today!"

James smiled and immediately wrapped her up in a snog filled hug. "Remind me to thank him later," he said between kisses.

"I guess you could say he transformed my thoughts," she said with a smirk. But her subtle innuendo about werewolves went unnoticed as the two enjoyed each other's embrace.

The End(or is it?)

**A/N: **Okay, so it's not really the end. I've got a sequel in the works and I've already got six chapters ready to post, only problem is I have no idea what to call it... So, if one of you lovely reviewers would like to suggest anything I'll take them into consideration and add them to my brainstorm list thingy. In fact, maybe that's how I'll spend my down time during school tomorrow... R&R please!

Check out the sequel, it's called "A Time for Change"

Live, Laugh, Love,  
DarkForest214


End file.
